Slashdot videos: Now with more Slashdot!

View

Discuss

Share

We've improved Slashdot's video section; now you can view our video interviews, product close-ups and site visits with all the usual Slashdot options to comment, share, etc. No more walled garden! It's a work in progress -- we hope you'll check it out (Learn more about the recent updates).

Found the complaint on Scribd [scribd.com] and man, judging by the complaints, that sounds like one entertaining contract:

Under Paragraph 3 of the contract, the Seller and Purchaser agreed that for each day after January 1, 2004, the Purchaser would acquire an additional 1% interest in the business, per day, until the website was completed... Upon information and belief, the website, thefacebook.com, was
completed and operational on February 4th, 2004.

Zuckerberg appears to be the Seller and Ceglia appears to be the Purchaser. I know this all happened before "thefacebook.com" had a massive user base but from what I can tell Ceglia dropped a grand to Zuckerberg under some agreement that if the website wasn't finished on a certain date then Ceglia would accrue a point of that business per late day? Is that a standard clause or was this some sort of loan shark that the Z-man found on campus after he stole the ConnectU code?

And then, Ceglia waited past the six year mark for the statute of limitations to run out on a breach of contract in New York? He watched Facebook's rise to popularity past MySpace?

Seriously, what kind of contracts do fledgling websites write? And where do they find people to borrow money from that apparently live under a rock in the Appalachians of New York state? Sure is entertaining one way or the other.

For a contract to be valid it needs only two things: compensation, and to not violate any state or federal laws. On compensation, contract law follows what is known as the "Peppercorn Doctrine".

That is, a peppercorn is good enough to count as compensation, so long as both parties agree to it. I.e. I could set up contract for you to paint my house for a peppercorn, and if you agree to it that contract is enforceable by law. You have to finish my house, and I have to pay you a peppercorn for it.

In 2009, New York Attorney General Andrew M. Cuomo obtained a restraining order against Allegany Pellets, a western New York wood pellet company owned by Ceglia and his wife Iasia. Cuomo accused the company of defrauding consumers by taking $200,000 in orders but not delivering any products or issuing any refunds. That case is reportedly ongoing.

The statute of limitations is a red herring -- it only begins to run when a contract breach is discovered (or reasonable should have been), not when the contract is signed. You can have a contract signed 50 years ago, but if you breach it today, the statute of limitations start to run today.

The purported breach was arguably only discovered by the plaintiff due to recent press accounts of potential selling of Facebook or portions thereof. Until some act is taken that indicates an intent to breach, a party to a contract has the right to rely on the expectation that the other party will fulfill his obligations under the contract.

The statute of limitations is a red herring -- it only begins to run when a contract breach is discovered (or reasonable should have been), not when the contract is signed. You can have a contract signed 50 years ago, but if you breach it today, the statute of limitations start to run today.

The purported breach was arguably only discovered by the plaintiff due to recent press accounts of potential selling of Facebook or portions thereof. Until some act is taken that indicates an intent to breach, a party to a contract has the right to rely on the expectation that the other party will fulfill his obligations under the contract.

Yeah I guess he just didn't notice that he owned 50% of facebook when that's the second paragraph in the contract.

NO, he could very well have known that he owned a big chunk of Facebook. His claim would be that he became aware of Zuckerberg's intention to not honor that ownership claim when he saw "recent press accounts of potential selling of Facebook or portions thereof". Whether or not any of this will hold up in court is another story. However, on the face of it, he has a claim.

Defendants Mark Elliot Zuckerberg and Facebook, Inc. (“Facebook”) respectfully submit this memorandum in support of their motion to dissolve the ex parte temporary restraining order (the “TRO”) issued by the Supreme Court of the State of New York, County of Allegany, in this matter. Plaintiff has utterly failed to meet the procedural and substantive requirements for such drastic relief, and the order issued by the state court is similarly flawed and woefully inadequate.

In his Complaint, Plaintiff
alleges that, as a result of a two-page contract purportedly entered into more than seven years
ago (and approximately nine months before the founding of Facebook), he is entitled to an 84%
ownership stake in the Company. (Id. at Ex. A 4, 8).

Their response really doesn't seem to actually address the issue. If he wrote the original code for a different entity, and Zucker took that code and used it to create an exceptionally similiarly named company without compensating his 84% partner, he needs to address that.

Among other things, the countersuit claims there's no need for urgent action (really? Pending sale of the IP doesn't make it urgent?)

This sounds like a quick and poorly research counter while they circle the wagons and find out just what happened, sounds like Zucker may have "burned" the original company to elimate this little ownership problem, while taking all the assets. This little stunt may have actually sstarted the statue of limitations countdown, if he as CEO of "thefacebook" company wrote himself a severance package where he got the IP and the 84% owner said nothing because he was unaware, thinking he owned a silent but significant owner of "Facebook".

Of course, odd that you would believe yourself even a 50% owner of a huge internet phenom and not ask for at least a board seat where you can find out what they are doing with your company...

Well,There are two parts to this- it was a fledgling website, and Zuckerberg was all of what? 23? I too started a website when I was in my early 20's as a side project with a friend- I was a bored programmer in a big bank, my partner a listless real estate agent looking for something more.

We knew from the beginning that this was a for-profit e-commerce site, and so we incorporated and assigned shares and all that, and I initially funded our corporate bank account with some seed money to get us started to bu

Isn't Zuckerberg's money all on paper? And not the green, cash-y kind? My point is, if there is an injunction against transfer of assets, then can he sell his stock to get cash? Standard IANAL and all that, but this could prove to be more than just a passing amusement.

Isn't Zuckerberg's money all on paper? And not the green, cash-y kind? My point is, if there is an injunction against transfer of assets, then can he sell his stock to get cash? Standard IANAL and all that, but this could prove to be more than just a passing amusement.

Well you get a couple guys in here who go all defacto Tortalini with all their fancy latin words and you can never tell if they are a lawyer or not, so whenever someone mentions some Fianchetto Defense, its nice if they express if they are a lawyer or not.

I sometimes say IANALBMWI (I am not a lawyer but my wife is), and it gives me an air of authority, even though I'm still just making shit up that would totally cause my better half to do an extreme facepalm.

No matter how big an jerk you may think Zuckerberg is, and no matter how bad you may think Facebook is, it is practically always possible to get worse.

Not knowing anything that I didn't learn in the last 5 minutes, upon seeing this article, this Ceglia guy certainly has a running start on both. The enemy of your enemy may not be your friend - just a different enemy.

Actually (not that this contract has any hope IMO) if Zuckerberg had promised 85% of the company to some random guy and not told the VCs, you can bet they're not just going to say "that's ok Mark, we thought we owned a 60% share of the company but we can all just split what's left!" More like, "ok, his share comes out of YOUR share first, buddy..."

I hate to put it this superficially, but about 60% of the trouble is in can be traced back to CEO Mark Zuckerberg's immaturity with handling people. If someone does indeed own 84% of Facebook they could simply order him to stop making public statements.

In fact, he could take it a step further and put out spin how FB is under new derangement, with new policies and better tech coming down the road.

Before we get excited at the prospect of this guy winning against Facebook, it's worth reminding ourselves that Zuckerberg - founder/owner of Facebook - is heavily ingratiated with a number of high profile political figures.

An example would be a video chat [pcr-online.biz] he held with UK Prime Minister David Cameron just a few days ago, the courteousness all too apparant. I can't remember a firm being seriously damaged through the legal system so soon after establishing itself as a ubiquitous and accepted tool by the esta

I know that making sweeping generalizations isn't wise, a lot of the time.

If you're so right, how come so many politicians have found themselves in scandal over support for certain vested interests?

What about the upper civil service both in the UK and US, which constantly holds meetings behind closed doors in order to consolidate their own power and incomes? Military-industrial complex has probably done quite a bit of beneficial hobnobbing with politicians; it has mostly led to beneficial outcomes...can't s

This is a far out suggestion. But the autumn a movie about Facebook's rise called The Social Network [thesocialn...-movie.com] is coming out. Its supposed to talk about Zuckerbergs's naughty habits, if anyone cares.

While I can't be bothered to consult The Google on this, methinks he just felt it was an opportune time to make a move on all those UNITED STATES DOLLARS he's been smelling. Granted it may not be the most profitable company as of yet, that's not to say they don't have what he considers a good plan in place now. But w/e just a web site for Christ's sake.

yeah seriously, how are people at work supposed to hook up? They can't email each other, because their "special someone" checks ze mail. They can't call or txt each other, because the same person checks that too! It's only via the top secrete profile that they are able to exchange secretes like russian spies!

Unless something really funny is going on, the judge would not have issued such a preliminary injunction if the case was that clearly beyond the statue of limitations. There might be disagreement concerning which limitations apply in this case.

I have family on different continents and never saw the need of using Facebook to connect with them or stay in touch. Email/phone/IM is way better. As for friends/family around me, I usually get together with them quite a few times each year, again, phone/email/IM is there too. I don't see the need for Facebook to connect with people I care about. For people I don't care about, even when they added me on Facebook I simply put them in a limited user profile group and they didn't see jack. I guess I am too an

No offense, but 10 years ago, everything you wrote was being said about instant messaging, and before that, about email. [Citation needed], but I wouldn't be surprised if the same applied to telephones.
So while I actually agree that Facebook is pretty grating and annoying, the arguments above are just the new "Get off my lawn".

No offense, but 10 years ago, everything you wrote was being said about instant messaging, and before that, about email. [Citation needed], but I wouldn't be surprised if the same applied to telephones.

Excuse me, but all of those technologies were open, competitive and/or regulated (even if they were monopolized). Facebook is neither... just like Twitter, I would greatly hesitate to say that Facebook even compares to those. Yes, I have an FB account, but I don't post anything there anymore; Email, RSS feeds

In this case the Slashdot conventional wisdom appears to be "Nobody needs Facebook." But, as is so often pointed out here, Slashdotters are not a representative cross-section of personallity types. Reference the frequent comments about women/dating/sex. Facebook addresses social interaction that is mostly incomprehensible to this group. On the other hand, if it weren't for the kinds of people who hang out here there would be no Facebook. Let's not fall into the "what is right for us is right for everyone" h

I disagree. But then I have to add, I deleted my Facebook profile. My problem is my family and friends are ALL in other countries, and most are in timezones where I cannot call them easily. When we want to send personal messages, e-mail sure is what we use. But Facebook is perfect for posting updates and photos of our 1 year old daughter for family (and some friends) back home to see.

Also I do appreciate (even the impersonal) updates... makes me feel like I'm still home.

I've blanked-blocked almost all applications a long long time ago anyway, so I've never seen these "Farmville" updates people speak of.

My wife will keep her profile and do these updates, but I personally don't like Facebook's policies.

Can't you create a (password + optional SSL protected) website for posting those updates? Hosting is cheap these days and it does not look like you would use a lot of hard drive space and/or bandwidth. The hosting company is also less likely to sell your data to advertisers.

Can't you create a (password + optional SSL protected) website for posting those updates? Hosting is cheap these days and it does not look like you would use a lot of hard drive space and/or bandwidth.

(I am not the author of the GPP.) I can, but I don't expect all my friends to do so, especially all my non-geek friends. For myself and virtually everyone that I stay in touch with: (free + convenient + slightly evil) trumps (cheap + hassle + ideologically sound). Probably doesn't bode well for the future of personal privacy, but there you go...

The way I see it, if I really care about a person, I will make sure to stay in touch and no need to re-connect.

That's an excellent point and I would have agreed with when I was a teenager and my long-lost friends were the ones I didn't have classes with that semester. Then I got older and realized that sometimes people move without remembering to notify everyone they've ever corresponded with. I parted ways with some old friends - Navy buddies, college pals, neighbors, etc. - before email was popular among non-geeks and had no way of getting in touch with them short of hiring a private investigator.

A lot of people at my job site play this game. They have given up trying to hide it. They take "calls" while they play it and switch between screens... a little off topic but how can they switch between a command prompt style system and farmville but have no clue how to print or other basic functions such as "do you see my computer? can you open it? You need to click on it. Yes, no, yes that's right. No, close that and open my computer. No close that again, now open the other one."

So block the app. It's not that hard. My friends all play those inane games, and I never see a peep of them. Only when a new one comes along do I see it, and that's very, very rare. 10 minutes of work too much for you to keep in touch with your family?

The problem is that tommorow, one of your friends will be playing Other Generic Farmville Clone, and next week, five of them will start five other games, and the week after, twenty other friends will find something to play and...

I don't know about you, but I have better things to spend my time on than updating ignore lists.

I can only speak for myself, of course, but I guess a lot of people who want this to happen (I am one of them) does so because of Zuckerberg rather than Facebook. Humans are naturally drawn towards justice and fairness, and see Zuckerberg as a person who denigrates his customers, abuses their privacy and takes advantage of their personal data - and always, ALWAYS pushes the boundaries of what Facebook is allowe3d to do and only retreats after a big community backlash. And so, people feel Zuckerberg does not deserve the fortune he has.

Facebook could, otherwise, be a useful and safe tool, in the hands of an ethical leadership.

If only it had been marketed that way! "Hey, folks, c'mon down and gimme all your personal information!"

No, I'm afraid FBook's market draw has been the tasty worm with a well-hidden hook. Yes, it's in the T's and C's, but the rage is about the fineness of the print that the hook is printed in. Sure, caveat emptor and all, but if you become wildly popular and obscenely rich borderline-lying about your product, don't expect to be widely admired and greatly beloved.

I don't know how one can use e-mail and slashdot, but think facebook is a scourge to the internet.

I sometimes see email addresses, but I don't see a commercial 'email logo' stuck all over crap everywhere in life. There's a 'See us in Facebook' sticker on the glass door of 'Fashion Bug' which is essentially a strip-mall women's clothing store. The marketing of Facebook has gotten out of hand and is repulsing.

If I started seeing the Slashdot Log stuck all over Radio Shack, I'd probably feel the same way abo

Why? Most people websites cater to will have a Facebook account, and if your users have Facebook accounts, sites can push their content to the FB users' friends. OpenID is great, but apart from being a mechanism to authenticate yourself, they are completely different.